FIDELITY INVESTMENT GRADE BOND FUND FIDELITY SHORT-TERM BOND FUND SPARTAN GOVERNMENT INCOME FUND FIDELITY HIGH INCOME FUND

SPARTAN SHORT-INTERMEDIATE GOVERNMENT FUND FUNDS OF

FIDELITY FIXED-INCOME TRUST

AND

FIDELITY SHORT-INTERMEDIATE GOVERNMENT FUND A FUND OF

FIDELITY CHARLES STREET TRUST

SPECIAL MEETING OF SHAREHOLDERS

April 14, 1999

9:00 a.m.

WELCOMING REMARKS

CHAIRMAN:

BEFORE COMMENCING WITH THE BUSINESS OF THE MEETING, I WOULD LIKE TO INTRODUCE MYSELF AND THE PEOPLE AT THE TABLE WITH ME. MY NAME IS RICH SILVER AND I WILL BE ACTING AS CHAIRMAN OF THIS MEETING IN THE ABSENCE OF EDWARD C. JOHNSON 3d. WITH ME ARE MR. RALPH COX, AN INDEPENDENT TRUSTEE OF THE TRUST, MR. ERIC ROITER, GENERAL COUNSEL OF FMR, MS. KATHLEEN MISKIEWICZ, ASSISTANT GENERAL COUNSEL WHO WILL BE ACTING AS SECRETARY FOR THE FIDELITY CHARLES STREET TRUST SHAREHOLDER MEETING AND MS. MEG DIDONNA, SENIOR LEGAL COUNSEL WHO WILL BE ACTING AS SECRETARY FOR THE FIDELITY FIXED-INCOME TRUST SHAREHOLDER MEETING. AFTER THE FORMAL BUSINESS OF THE MEETING IS CONCLUDED, WE WILL ADJOURN AND THE FUNDS' GROUP LEADER AND RESPECTIVE PORTFOLIO MANAGERS, WILL BE AVAILABLE EITHER AT THE MEETING OR VIA TELEPHONE CONFERENCE TO ANSWER QUESTIONS CONCERNING EACH FUND'S OPERATIONS.

MR. COX AND MR. ROITER HAVE BEEN DESIGNATED AS PROXY AGENTS FOR ALL SHAREHOLDERS WHO HAVE PROPERLY RETURNED THEIR PROXY CARDS. THEY WILL BE MAKING AND SECONDING THE VARIOUS MOTIONS AS REPRESENTATIVES OF THOSE SHAREHOLDERS. THE TRUST HAS VOTING RIGHTS BASED ON THE PROPORTIONAL VALUE OF EACH SHAREHOLDER'S INVESTMENT. ACCORDINGLY, EACH SHAREHOLDER IS ENTITLED TO ONE VOTE FOR EACH DOLLAR OF NET ASSET VALUE HELD ON THE RECORD DATE FOR THE MEETING.

THE SECRETARY HAS ADVISED ME THAT PROXIES REPRESENTING 51.04% OF THE

OUTSTANDING VOTING SECURITIES OF THE TRUST AND AT LEAST 50.001% OF EACH FUND HAS BEEN RECEIVED. THESE FIGURES REPRESENT A MAJORITY OF THE SHARES OUTSTANDING AND ENTITLED TO VOTE AT THIS MEETING AND THUS CONSTITUTES A QUORUM. ACCORDINGLY, THE MEETING IS HEREBY CALLED TO ORDER.

MEETING DOCUMENTS

CHAIRMAN:

THE SECRETARY HAS PRESENTED ME WITH THE FOLLOWING DOCUMENTS IN CONNECTION WITH THIS MEETING:

- NOTICES OF MEETING DATED FEBRUARY 16, 1999

- PROXY STATEMENTS DATED FEBRUARY 16, 1999

- FORMS OF PROXY

- AFFIDAVITS ATTESTING TO THE MAILING OF THESE DOCUMENTS TO THOSE

RECORD SHAREHOLDERS ENTITLED TO VOTE AT THIS MEETING.

A LIST OF SHAREHOLDERS OF RECORD ENTITLED TO VOTE AT THIS MEETING IS

AVAILABLE UPON REQUEST.

AT THIS TIME, I WOULD LIKE TO INFORM THE ATTENDEES THAT THERE WERE TWO PROXY STATEMENTS MAILED WITH REGARD TO THIS MEETING. TO AVOID CONFUSION AMONG THE SHAREHOLDERS OF THE DIFFERENT FUNDS AND TRUSTS, THE PROXY STATEMENT FOR FIDELITY INVESTMENT GRADE BOND FUND, FIDELITY SHORT-TERM BOND FUND, SPARTAN GOVERNMENT INCOME FUND, FIDELITY HIGH INCOME FUND AND SPARTAN SHORT-INTERMEDIATE GOVERNMENT FUND WILL BE REFERRED TO AS "PROXY STATEMENT #1." THE PROXY STATEMENT FOR SPARTAN SHORT-INTERMEDIATE GOVERNMENT FUND AND FIDELITY SHORT-INTERMEDIATE GOVERNMENT FUND WILL BE REFERRED TO AS "PROXY STATEMENT #2."

READING OF NOTICE

CHAIRMAN:

UNLESS THERE IS SOME OBJECTION, I BELIEVE WE CAN DISPENSE WITH A READING OF THE NOTICE OF THIS MEETING.

HEARING NO OBJECTION, WE CAN NOW TURN TO THE FIRST ITEM OF BUSINESS

FOR FIDELITY FIXED-INCOME TRUST.

ITEM 1 - TO ELECT A BOARD OF TRUSTEES.

CHAIRMAN:

THE FIRST ITEM OF BUSINESS IS TO ELECT A BOARD OF TRUSTEES FOR FIDELITY FIXED-INCOME TRUST.

PROXY AGENT 1:

MR. CHAIRMAN, I NOMINATE THE TWELVE PERSONS WHOSE NAMES ARE CONTAINED IN PROXY STATEMENT #1 DATED FEBRUARY 16, 1999 AS TRUSTEES.

PROXY AGENT 2:

I SECOND THE NOMINATION.

CHAIRMAN:

ARE THERE ANY OTHER NOMINATIONS OR QUESTIONS?

IS THERE ANYONE PRESENT WHO HAS NOT YET VOTED OR WISHES TO CHANGE AN

EARLIER VOTE? IF YOU WISH TO CHANGE A VOTE ON ANY ITEM, PLEASE INDICATE THAT YOU WISH TO DO SO WHEN THAT ITEM IS VOTED.

THE MEETING WILL NOW VOTE ON THE ELECTION OF TWELVE TRUSTEES.

THOSE IN FAVOR SAY "AYE."

PROXY AGENTS 1&2

AND SECRETARY:

AYE.

CHAIRMAN:

THOSE OPPOSED SAY "NO."

WILL THE SECRETARY PLEASE REPORT ON THE RESULTS OF THE VOTING?

SECRETARY:

MR. CHAIRMAN, EACH OF THE TWELVE NOMINEES NAMED IN PROXY STATEMENT #1

RECEIVED THE AFFIRMATIVE VOTE OF AT LEAST 96.22% OF THE VOTES OF THE TRUST CAST AT THE MEETING.

CHAIRMAN:

I DECLARE THAT THE SLATE OF NOMINEES CONTAINED IN THE PROXY STATEMENT HAS BEEN ELECTED.

ITEM 2 - TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT ACCOUNTANT OF THE FUNDS.

CHAIRMAN:

THE SECOND ITEM OF BUSINESS IS TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT ACCOUNTANT OF THE FUNDS IN FIDELITY FIXED-INCOME TRUST.

PROXY AGENT 1:

MR. CHAIRMAN, I MOVE THAT THE PROPOSAL TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT ACCOUNTANT OF THE FUNDS, AS SET FORTH IN PROXY STATEMENT #1, BE APPROVED.

PROXY AGENT 2:

I SECOND THE MOTION.

CHAIRMAN:

ARE THERE ANY QUESTIONS?

THE MEETING WILL NOW VOTE ON THE PROPOSAL

THOSE IN FAVOR SAY "AYE."

PROXY AGENTS 1&2

AND SECRETARY:

AYE.

CHAIRMAN:

THOSE OPPOSED SAY "NO."

WILL THE SECRETARY PLEASE REPORT ON THE RESULTS OF THE VOTING? SECRETARY: MR. CHAIRMAN, FOR EACH FUND PWC RECEIVED THE AFFIRMATIVE VOTE OF AT LEAST 90.06% OF THE VOTES CAST AT THE MEETING.

CHAIRMAN:

I DECLARE THAT THIS PROPOSAL HAS BEEN APPROVED.

ITEM 3 - TO AUTHORIZE THE TRUSTEES TO ADOPT AN AMENDED AND RESTATED DECLARATION OF TRUST.

CHAIRMAN:

THE THIRD ITEM OF BUSINESS IS TO AUTHORIZE THE TRUSTEES TO ADOPT AN AMENDED AND RESTATED DECLARATION OF TRUST FOR FIDELITY FIXED-INCOME TRUST. THE AMENDED AND RESTATED DECLARATION OF TRUST ALLOWS THE TRUSTEES MORE FLEXIBILITY AND BROADER AUTHORITY TO ACT - SUBJECT TO THE TRUSTEES' CONTINUING FIDUCIARY DUTY TO ALWAYS ACT IN THE SHAREHOLDERS' INTERESTS.

PROXY AGENT 1:

MR. CHAIRMAN, I MOVE THAT THE PROPOSAL TO AUTHORIZE THE TRUSTEES TO ADOPT AN AMENDED AND RESTATED DECLARATION OF TRUST, AS SET FORTH IN PROXY STATEMENT #1, BE APPROVED.

PROXY AGENT 2:

I SECOND THE MOTION.

CHAIRMAN:

ARE THERE ANY QUESTIONS?

THE MEETING WILL NOW VOTE ON THE PROPOSAL

THOSE IN FAVOR SAY "AYE."

PROXY AGENTS 1&2

AND SECRETARY:

AYE.

CHAIRMAN:

THOSE OPPOSED SAY "NO."

WILL THE SECRETARY PLEASE REPORT ON THE RESULTS OF THE VOTING?

SECRETARY:

MR. CHAIRMAN, THE FOLLOWING PERCENTAGE VOTES WERE RECORDED ON ITEM 3:

FIDELITY FIXED-INCOME TRUST

FOR: 88.60%

AGAINST: 4.20%

ABSTAIN: 7.20%

CHAIRMAN:

I DECLARE THAT THIS PROPOSAL HAS BEEN APPROVED.

ITEM 4 - TO ADOPT A NEW FUNDAMENTAL INVESTMENT POLICY FOR EACH FUND PERMITTING THE FUND TO INVEST ALL OF ITS ASSETS IN ANOTHER OPEN-END INVESTMENT COMPANY MANAGED BY FMR OR AN AFFILIATE WITH SUBSTANTIALLY THE SAME INVESTMENT OBJECTIVE AND POLICIES.

CHAIRMAN:

THE FOURTH ITEM OF BUSINESS IS TO ADOPT A NEW FUNDAMENTAL INVESTMENT POLICY FOR EACH FUND IN FIDELITY FIXED-INCOME TRUST, PERMITTING THE FUND TO INVEST ALL OF ITS ASSETS IN ANOTHER OPEN-END INVESTMENT COMPANY MANAGED BY FMR OR AN AFFILIATE WITH SUBSTANTIALLY THE SAME INVESTMENT OBJECTIVE AND POLICIES.

PROXY AGENT 1:

MR. CHAIRMAN, I MOVE THAT THE PROPOSAL TO ADOPT A NEW FUNDAMENTAL INVESTMENT POLICY FOR EACH FUND, AS SET FORTH IN PROXY STATEMENT #1, BE APPROVED.

PROXY AGENT 2:

I SECOND THE MOTION.

CHAIRMAN:

ARE THERE ANY QUESTIONS?

THE MEETING WILL NOW VOTE ON THE APPROVAL OF THIS PROPOSAL.

THOSE IN FAVOR SAY "AYE."

PROXY AGENTS 1&2

AND SECRETARY:

AYE

CHAIRMAN:

THOSE OPPOSED SAY "NO."

WILL THE SECRETARY PLEASE REPORT ON THE RESULTS OF THE VOTING? SECRETARY:

MR. CHAIRMAN, THE FOLLOWING PERCENTAGE VOTES WERE RECORDED ON ITEM 4:

FIDELITY INVESTMENT GRADE BOND FUND

FOR: 86.17%

AGAINST: 7.38%

ABSTAIN: 6.45%

FIDELITY SHORT-TERM BOND FUND

FOR: 79.70%

AGAINST: 6.94%

ABSTAIN: 13.36%

SPARTAN GOVERNMENT INCOME FUND

FOR: 89.53%

AGAINST: 5.90%

ABSTAIN: 4.57%

FIDELITY HIGH INCOME FUND

FOR: 85.18%

AGAINST: 7.60%

ABSTAIN: 7.22%

SPARTAN SHORT-INTERMEDIATE GOVERNMENT FUND

FOR: 83.30%

AGAINST: 9.80%

ABSTAIN: 6.90%

CHAIRMAN:

I DECLARE THAT THIS PROPOSAL HAS BEEN APPROVED.

ITEM 5 - TO APPROVE AN AMENDED MANAGEMENT CONTRACT FOR FIDELITY INVESTMENT GRADE BOND FUND AND FIDELITY SHORT-TERM BOND FUND.

CHAIRMAN:

THE FIFTH ITEM OF BUSINESS IS TO APPROVE AN AMENDED MANAGEMENT CONTRACT FOR FIDELITY INVESTMENT GRADE BOND FUND AND FIDELITY SHORT-TERM BOND FUND THAT WOULD (i) MODIFY THE MANAGEMENT FEE THAT FMR RECEIVES FROM A FUND TO PROVIDE FOR LOWER FEES WHEN FMR'S ASSETS UNDER MANAGEMENT EXCEED CERTAIN LEVELS AND (ii) ALLOW FMR AND THE TRUST, ON BEHALF OF FIDELITY INVESTMENT GRADE BOND FUND AND FIDELITY SHORT-TERM BOND FUND, TO MODIFY THE MANAGEMENT CONTRACT SUBJECT TO THE REQUIREMENTS OF THE INVESTMENT COMPANY ACT OF 1940.

PROXY AGENT 1:

MR. CHAIRMAN, I MOVE THAT THE PROPOSAL TO APPROVE AN AMENDED

MANAGEMENT CONTRACT FOR FIDELITY INVESTMENT GRADE BOND FUND AND FIDELITY SHORT-TERM BOND FUND, AS SET FORTH IN PROXY STATEMENT #1, BE APPROVED.

PROXY AGENT 2:

I SECOND THE MOTION.

CHAIRMAN:

ARE THERE ANY QUESTIONS?

THE MEETING WILL NOW VOTE ON THE APPROVAL OF THE PROPOSAL.

THOSE IN FAVOR SAY "AYE."

PROXY AGENTS 1&2

AND SECRETARY:

AYE.

CHAIRMAN:

THOSE OPPOSED SAY "NO."

WILL THE SECRETARY PLEASE REPORT ON THE RESULTS OF THE VOTING?

SECRETARY:

THE FOLLOWING PERCENTAGE VOTES WERE RECORDED ON ITEM 5:

FIDELITY INVESTMENT GRADE BOND FUND

FOR: 88.36%

AGAINST: 4.59%

ABSTAIN: 7.05%

FIDELITY SHORT-TERM BOND FUND

FOR: 84.50%

AGAINST: 4.58%

ABSTAIN: 10.92%

CHAIRMAN:

I DECLARE THAT THIS PROPOSAL HAS BEEN APPROVED.

ITEM 6 - TO APPROVE AN AMENDED MANAGEMENT CONTRACT FOR FIDELITY HIGH INCOME FUND.

CHAIRMAN:

THE SIXTH ITEM OF BUSINESS IS TO APPROVE AN AMENDED MANAGEMENT CONTRACT FOR FIDELITY HIGH INCOME FUND THAT WOULD (i) CHANGE THE FUND'S CURRENT "ALL INCLUSIVE" MANAGEMENT FEE ARRANGEMENT TO A "GROUP FEE" ARRANGEMENT THAT IS STANDARD FOR OTHER FIDELITY BOND FUNDS AND (ii) ALLOW FMR AND THE TRUST, ON BEHALF OF FIDELITY HIGH INCOME FUND, TO MODIFY THE MANAGEMENT CONTRACT SUBJECT TO THE REQUIREMENTS OF THE INVESTMENT COMPANY ACT OF 1940.

PROXY AGENT 1:

MR. CHAIRMAN, I MOVE THAT THE PROPOSAL TO APPROVE AN AMENDED MANAGEMENT CONTRACT FOR FIDELITY HIGH INCOME FUND, AS SET FORTH IN PROXY STATEMENT #1, BE APPROVED.

PROXY AGENT 2:

I SECOND THE MOTION.

CHAIRMAN:

ARE THERE ANY QUESTIONS?

THE MEETING WILL NOW VOTE ON THE APPROVAL OF THE PROPOSAL.

THOSE IN FAVOR SAY "AYE."

PROXY AGENTS 1&2

AND SECRETARY:

AYE.

CHAIRMAN:

THOSE OPPOSED SAY "NO."

WILL THE SECRETARY PLEASE REPORT ON THE RESULTS OF THE VOTING? SECRETARY:

THE FOLLOWING PERCENTAGE VOTES WERE RECORDED ON ITEM 6:

FIDELITY HIGH INCOME FUND

FOR: 86.04%

AGAINST: 7.86%

ABSTAIN: 6.10%

CHAIRMAN:

I DECLARE THAT THIS PROPOSAL HAS BEEN APPROVED.

ITEM 7 - TO APPROVE AN AMENDED SUB-ADVISORY AGREEMENT WITH FMR U.K. FOR FIDELITY INVESTMENT GRADE BOND FUND, FIDELITY SHORT-TERM BOND FUND AND FIDELITY HIGH INCOME FUND.

CHAIRMAN:

THE SEVENTH ITEM OF BUSINESS IS TO APPROVE AN AMENDED

SUB-ADVISORY AGREEMENT BETWEEN FMR U.K. AND FMR ON BEHALF OF FIDELITY INVESTMENT GRADE BOND FUND, FIDELITY SHORT-TERM BOND FUND AND FIDELITY HIGH INCOME FUND THAT WOULD (i) ALLOW FMR TO RECEIVE INVESTMENT ADVICE AND RESEARCH SERVICES FROM FMR U.K.; (ii) PERMIT FMR TO GRANT FMR U.K. INVESTMENT MANAGEMENT AUTHORITY IF FMR BELIEVES IT WOULD BE BENEFICIAL TO EACH FUND AND ITS SHAREHOLDERS; AND (iii) ALLOW FMR, FMR U.K. AND THE TRUST, ON BEHALF OF EACH FUND, TO MODIFY THE PROPOSED AGREEMENT SUBJECT TO THE REQUIREMENTS OF THE 1940 ACT.

PROXY AGENT 1:

MR. CHAIRMAN, I MOVE THAT THE PROPOSAL TO APPROVE AN AMENDED SUB-ADVISORY AGREEMENT BETWEEN FMR U.K. AND FMR ON BEHALF OF FIDELITY INVESTMENT GRADE BOND FUND, FIDELITY SHORT-TERM BOND FUND AND FIDELITY HIGH INCOME FUND, AS SET FORTH IN PROXY STATEMENT #1, BE APPROVED. PROXY AGENT 2:

I SECOND THE MOTION.

CHAIRMAN:

ARE THERE ANY QUESTIONS?

THE MEETING WILL NOW VOTE ON APPROVAL OF THIS PROPOSAL.

THOSE IN FAVOR SAY "AYE."

PROXY AGENTS 1&2 AND SECRETARY: AYE.

CHAIRMAN:

THOSE OPPOSED SAY "NO."

WILL THE SECRETARY PLEASE REPORT ON THE RESULTS OF THE VOTING? SECRETARY:

MR. CHAIRMAN, THE FOLLOWING PERCENTAGE VOTES WERE RECORDED ON ITEM 7:

FIDELITY INVESTMENT GRADE BOND FUND

FOR: 87.74%

AGAINST: 5.24%

ABSTAIN: 7.02%

FIDELITY SHORT-TERM BOND FUND

FOR: 82.45%

AGAINST: 6.44%

ABSTAIN: 11.11%

FIDELITY HIGH INCOME FUND

FOR: 89.57%

AGAINST: 4.50%

ABSTAIN: 5.93%

CHAIRMAN:

I DECLARE THAT THIS PROPOSAL HAS BEEN APPROVED.

ITEM 8 - TO APPROVE AN AMENDED SUB-ADVISORY AGREEMENT WITH FMR FAR EAST FOR FIDELITY INVESTMENT GRADE BOND FUND, FIDELITY SHORT-TERM BOND FUND AND FIDELITY HIGH INCOME FUND.

CHAIRMAN:

THE EIGHTH ITEM OF BUSINESS IS TO APPROVE AN AMENDED

SUB-ADVISORY AGREEMENT BETWEEN FMR FAR EAST AND FMR ON BEHALF OF FIDELITY INVESTMENT GRADE BOND FUND, FIDELITY SHORT-TERM BOND FUND AND FIDELITY HIGH INCOME FUND THAT WOULD (i) ALLOW FMR TO RECEIVE INVESTMENT ADVICE AND RESEARCH SERVICES FROM FMR FAR EAST; (ii) PERMIT FMR TO GRANT FMR FAR EAST INVESTMENT MANAGEMENT AUTHORITY IF FMR BELIEVES IT WOULD BE BENEFICIAL TO EACH FUND AND ITS SHAREHOLDERS; AND (iii) ALLOW FMR, FMR FAR EAST AND THE TRUST, ON BEHALF OF EACH FUND, TO MODIFY THE PROPOSED AGREEMENT SUBJECT TO THE REQUIREMENTS OF THE 1940 ACT.

PROXY AGENT 1:

MR. CHAIRMAN, I MOVE THAT THE PROPOSAL TO APPROVE AN AMENDED SUB-ADVISORY AGREEMENT BETWEEN FMR FAR EAST AND FMR ON BEHALF OF FIDELITY INVESTMENT GRADE BOND FUND, FIDELITY SHORT-TERM BOND FUND AND FIDELITY HIGH INCOME FUND, AS SET FORTH IN PROXY STATEMENT #1, BE APPROVED.

PROXY AGENT 2:

I SECOND THE MOTION.

CHAIRMAN:

ARE THERE ANY QUESTIONS?

THE MEETING WILL NOW VOTE ON APPROVAL OF THIS PROPOSAL.

THOSE IN FAVOR SAY "AYE."

PROXY AGENTS 1&2

AND SECRETARY:

AYE.

CHAIRMAN:

THOSE OPPOSED SAY "NO."

WILL THE SECRETARY PLEASE REPORT ON THE RESULTS OF THE VOTING? SECRETARY:

MR. CHAIRMAN, THE FOLLOWING PERCENTAGE VOTES WERE RECORDED ON ITEM 8:

FIDELITY INVESTMENT GRADE BOND FUND

FOR: 87.03%

AGAINST: 5.77%

ABSTAIN: 7.20%

FIDELITY SHORT-TERM BOND FUND

FOR: 81.70%

AGAINST: 6.80%

ABSTAIN: 11.5%

FIDELITY HIGH INCOME FUND

FOR: 89.16%

AGAINST: 4.77%

ABSTAIN: 6.07%

CHAIRMAN:

I DECLARE THAT THIS PROPOSAL HAS BEEN APPROVED.

ITEM 9 - TO ELIMINATE CERTAIN FUNDAMENTAL INVESTMENT POLICIES OF FIDELITY INVESTMENT GRADE BOND FUND.

CHAIRMAN:

THE NINTH ITEM OF BUSINESS IS TO ELIMINATE CERTAIN OF THE FUNDAMENTAL INVESTMENT POLICES OF FIDELITY INVESTMENT GRADE BOND FUND TO THE FUND TO MORE CLEARLY COMMUNICATE ITS INVESTMENT STRATEGY IN CONFORMITY WITH THE REQUIREMENTS OF NEWLY REVISED FORM N-1A .

PROXY AGENT 1:

MR. CHAIRMAN, I MOVE THAT THE PROPOSAL TO ELIMINATE CERTAIN OF FIDELITY INVESTMENT GRADE BOND FUND'S FUNDAMENTAL INVESTMENT POLICES, AS SET FORTH IN PROXY STATEMENT #1, BE APPROVED.

PROXY AGENT 2:

I SECOND THE MOTION.

CHAIRMAN:

ARE THERE ANY QUESTIONS?

THE MEETING WILL NOW VOTE ON THE APPROVAL OF THE PROPOSAL.

THOSE IN FAVOR SAY "AYE."

PROXY AGENTS 1&2

AND SECRETARY:

AYE.

CHAIRMAN:

THOSE OPPOSED SAY "NO."

WILL THE SECRETARY PLEASE REPORT ON THE RESULTS OF THE VOTING? SECRETARY:

MR. CHAIRMAN, THE FOLLOWING PERCENTAGE VOTES WERE RECORDED ON ITEM 9:

FIDELITY INVESTMENT GRADE BOND FUND

FOR: 83.58%

AGAINST: 7.89%

ABSTAIN: 8.53%

CHAIRMAN:

I DECLARE THAT THIS PROPOSAL HAS BEEN APPROVED.

ITEM 10 - TO ELIMINATE CERTAIN FUNDAMENTAL INVESTMENT POLICIES OF FIDELITY SHORT-TERM BOND FUND.

CHAIRMAN:

THE TENTH ITEM OF BUSINESS IS TO ELIMINATE CERTAIN OF THE FUNDAMENTAL INVESTMENT POLICES OF FIDELITY SHORT-TERM BOND FUND TO ALLOW THE FUND TO MORE CLEARLY COMMUNICATE ITS INVESTMENT STRATEGY IN CONFORMITY WITH THE REQUIREMENTS OF NEWLY REVISED FORM N-1A .

PROXY AGENT 1:

MR. CHAIRMAN, I MOVE THAT THE PROPOSAL TO ELIMINATE CERTAIN OF FIDELITY SHORT-TERM BOND FUND'S FUNDAMENTAL INVESTMENT POLICES, AS SET FORTH IN PROXY STATEMENT #1, BE APPROVED.

PROXY AGENT 2:

I SECOND THE MOTION.

CHAIRMAN:

ARE THERE ANY QUESTIONS?

THE MEETING WILL NOW VOTE ON THE APPROVAL OF THE PROPOSAL.

THOSE IN FAVOR SAY "AYE."

PROXY AGENTS 1&2

AND SECRETARY:

AYE.

CHAIRMAN:

THOSE OPPOSED SAY "NO."

WILL THE SECRETARY PLEASE REPORT ON THE RESULTS OF THE VOTING?

SECRETARY:

MR. CHAIRMAN, THE FOLLOWING PERCENTAGE VOTES WERE RECORDED ON ITEM 10:

FIDELITY SHORT-TERM BOND FUND

FOR: 77.11%

AGAINST: 8.81%

ABSTAIN: 14.08%

CHAIRMAN:

I DECLARE THAT THIS PROPOSAL HAS BEEN APPROVED.

ITEM 11 - TO ELIMINATE CERTAIN FUNDAMENTAL INVESTMENT POLICIES OF SPARTAN GOVERNMENT INCOME FUND.

CHAIRMAN:

THE ELEVENTH ITEM OF BUSINESS IS TO ELIMINATE CERTAIN OF THE FUNDAMENTAL INVESTMENT POLICES OF SPARTAN GOVERNMENT INCOME FUND TO ALLOW THE FUND TO MORE CLEARLY COMMUNICATE ITS INVESTMENT STRATEGY IN CONFORMITY WITH THE REQUIREMENTS OF NEWLY REVISED FORM N-1A.

PROXY AGENT 1:

MR. CHAIRMAN, I MOVE THAT THE PROPOSAL TO ELIMINATE CERTAIN OF SPARTAN GOVERNMENT INCOME FUND'S FUNDAMENTAL INVESTMENT POLICES, AS SET FORTH IN PROXY STATEMENT #1, BE APPROVED.

PROXY AGENT 2:

I SECOND THE MOTION.

CHAIRMAN:

ARE THERE ANY QUESTIONS?

THE MEETING WILL NOW VOTE ON THE APPROVAL OF THE PROPOSAL.

THOSE IN FAVOR SAY "AYE."

PROXY AGENTS 1&2

AND SECRETARY:

AYE.

CHAIRMAN:

THOSE OPPOSED SAY "NO."

WILL THE SECRETARY PLEASE REPORT ON THE RESULTS OF THE VOTING? SECRETARY:

MR. CHAIRMAN, THE FOLLOWING PERCENTAGE VOTES WERE RECORDED ON ITEM 11:

SPARTAN GOVERNMENT INCOME FUND

FOR: 87.14%

AGAINST: 7.54%

ABSTAIN: 5.32%

CHAIRMAN:

I DECLARE THAT THIS PROPOSAL HAS BEEN APPROVED.

ITEM 12 - TO ELIMINATE CERTAIN FUNDAMENTAL INVESTMENT POLICIES OF

FIDELITY HIGH INCOME FUND.

CHAIRMAN:

THE TWELFTH ITEM OF BUSINESS IS TO ELIMINATE CERTAIN OF THE FUNDAMENTAL INVESTMENT POLICES OF FIDELITY HIGH INCOME FUND TO ALLOW THE FUND TO MORE CLEARLY COMMUNICATE ITS INVESTMENT STRATEGY IN CONFORMITY WITH THE REQUIREMENTS OF NEWLY REVISED FORM N-1A.

PROXY AGENT 1:

MR. CHAIRMAN, I MOVE THAT THE PROPOSAL TO ELIMINATE CERTAIN OF FIDELITY HIGH INCOME FUND'S FUNDAMENTAL INVESTMENT POLICES, AS SET FORTH IN PROXY STATEMENT #1, BE APPROVED.

PROXY AGENT 2:

I SECOND THE MOTION.

CHAIRMAN:

ARE THERE ANY QUESTIONS?

THE MEETING WILL NOW VOTE ON THE APPROVAL OF THE PROPOSAL.

THOSE IN FAVOR SAY "AYE."

PROXY AGENTS 1&2

AND SECRETARY:

AYE.

CHAIRMAN:

THOSE OPPOSED SAY "NO."

WILL THE SECRETARY PLEASE REPORT ON THE RESULTS OF THE VOTING?

SECRETARY:

MR. CHAIRMAN, THE FOLLOWING PERCENTAGE VOTES WERE RECORDED ON ITEM 12

FIDELITY HIGH INCOME FUND

FOR: 84.86%

AGAINST: 6.91%

ABSTAIN: 8.23%

CHAIRMAN:

I DECLARE THAT THIS PROPOSAL HAS BEEN APPROVED.

ITEM 13 - TO AMEND SPARTAN GOVERNMENT INCOME FUND'S FUNDAMENTAL INVESTMENT LIMITATION CONCERNING REAL ESTATE.

CHAIRMAN:

THE THIRTEENTH ITEM OF BUSINESS IS TO AMEND SPARTAN GOVERNMENT INCOME FUND'S FUNDAMENTAL INVESTMENT LIMITATION CONCERNING REAL ESTATE.

PROXY AGENT 1:

MR. CHAIRMAN, I MOVE THAT THE PROPOSAL TO AMEND SPARTAN GOVERNMENT INCOME FUND'S FUNDAMENTAL INVESTMENT LIMITATION CONCERNING REAL ESTATE, AS SET FORTH IN PROXY STATEMENT #1, BE APPROVED.

PROXY AGENT 2:

I SECOND THE MOTION. CHAIRMAN:

ARE THERE ANY QUESTIONS?

THOSE IN FAVOR SAY "AYE." PROXY AGENTS 1&2

AND SECRETARY:

AYE.

CHAIRMAN:

THOSE OPPOSED SAY "NO."

WILL THE SECRETARY PLEASE REPORT ON THE RESULTS OF THE VOTING? SECRETARY:

MR. CHAIRMAN, THE FOLLOWING PERCENTAGE VOTES WERE RECORDED ON ITEM 13:

SPARTAN GOVERNMENT INCOME FUND

FOR: 86.96%

AGAINST: 7.89%

ABSTAIN: 5.15%

CHAIRMAN:

I DECLARE THAT THIS PROPOSAL HAS BEEN APPROVED.

ITEM 14 - TO AMEND THE FUNDAMENTAL INVESTMENT LIMITATION CONCERNING DIVERSIFICATION FOR EACH FUND.

CHAIRMAN:

THE FOURTEENTH ITEM OF BUSINESS IS TO AMEND THE FUNDAMENTAL INVESTMENT LIMITATION CONCERNING DIVERSIFICATION TO EXCLUDE SECURITIES OF OTHER INVESTMENT COMPANIES FROM THE LIMITATION FOR EACH FUND IN FIDELITY FIXED-INCOME TRUST.

PROXY AGENT 1:

MR. CHAIRMAN, I MOVE THAT THE PROPOSAL TO AMEND THE FUNDAMENTAL INVESTMENT LIMITATION CONCERNING DIVERSIFICATION FOR EACH FUND, AS SET FORTH IN PROXY STATEMENT #1, BE APPROVED.

PROXY AGENT 2:

I SECOND THE MOTION.

CHAIRMAN:

ARE THERE ANY QUESTIONS?

THE MEETING WILL NOW VOTE ON THE APPROVAL OF THE PROPOSAL.

THOSE IN FAVOR SAY "AYE."

PROXY AGENTS 1&2

AND SECRETARY:

AYE.

CHAIRMAN:

THOSE OPPOSED SAY "NO."

WILL THE SECRETARY PLEASE REPORT ON THE RESULTS OF THE VOTING? SECRETARY:

THE FOLLOWING PERCENTAGE VOTES WERE RECORDED ON ITEM 14:

FIDELITY INVESTMENT GRADE BOND FUND

FOR: 84.86%

AGAINST: 7.66%

ABSTAIN: 7.48%

FIDELITY SHORT-TERM BOND FUND

FOR: 77.86%

AGAINST: 8.48%

ABSTAIN: 13.66%

SPARTAN GOVERNMENT INCOME FUND

FOR: 87.41%

AGAINST: 7.43%

ABSTAIN: 5.16%

FIDELITY HIGH INCOME FUND

FOR: 85.72%

AGAINST: 6.52%

ABSTAIN: 7.76%

SPARTAN SHORT-INTERMEDIATE GOVERNMENT FUND

FOR: 82.05%

AGAINST: 9.98%

ABSTAIN: 7.97%

CHAIRMAN:

I DECLARE THAT THIS PROPOSAL HAS BEEN APPROVED.

ITEM 15 - TO AMEND FIDELITY SHORT-TERM BOND FUND'S FUNDAMENTAL INVESTMENT LIMITATION CONCERNING UNDERWRITING.

CHAIRMAN:

THE FIFTEENTH ITEM OF BUSINESS IS TO AMEND FIDELITY SHORT-TERM BOND FUND'S FUNDAMENTAL INVESTMENT LIMITATION CONCERNING UNDERWRITING.

PROXY AGENT 1:

MR. CHAIRMAN, I MOVE THAT THE PROPOSAL TO AMEND FIDELITY SHORT-TERM BOND FUND'S FUNDAMENTAL INVESTMENT LIMITATION CONCERNING UNDERWRITING, AS SET FORTH IN PROXY STATEMENT #1, BE APPROVED.

PROXY AGENT 2:

I SECOND THE MOTION.

CHAIRMAN:

ARE THERE ANY QUESTIONS?

THOSE IN FAVOR SAY "AYE."

PROXY AGENTS 1&2

AND SECRETARY:

AYE.

CHAIRMAN:

THOSE OPPOSED SAY "NO."

WILL THE SECRETARY PLEASE REPORT ON THE RESULTS OF THE VOTING? SECRETARY:

MR. CHAIRMAN, THE FOLLOWING PERCENTAGE VOTES WERE RECORDED ON ITEM 15:

FIDELITY SHORT-TERM BOND FUND

FOR: 78.59%

AGAINST: 7.57%

ABSTAIN: 13.84%

CHAIRMAN:

I DECLARE THAT THIS PROPOSAL HAS BEEN APPROVED.

ITEM 16 - TO AMEND FIDELITY SHORT-TERM BOND FUND'S AND FIDELITY HIGH INCOME FUND'S FUNDAMENTAL INVESTMENT LIMITATIONS CONCERNING THE CONCENTRATION OF INVESTMENTS IN A SINGLE INDUSTRY.

CHAIRMAN:

THE SIXTEENTH ITEM OF BUSINESS IS TO AMEND FIDELITY SHORT-TERM BOND FUND'S AND FIDELITY HIGH INCOME FUND'S FUNDAMENTAL INVESTMENT LIMITATIONS CONCERNING THE CONCENTRATION OF INVESTMENTS IN A SINGLE INDUSTRY.

PROXY AGENT 1:

MR. CHAIRMAN, I MOVE THAT THE PROPOSAL TO AMEND FIDELITY SHORT-TERM BOND FUND'S AND FIDELITY HIGH INCOME FUND'S FUNDAMENTAL INVESTMENT LIMITATIONS CONCERNING THE CONCENTRATION OF INVESTMENTS IN A SINGLE INDUSTRY, AS SET FORTH IN PROXY STATEMENT #1, BE APPROVED.

PROXY AGENT 2:

I SECOND THE MOTION. CHAIRMAN:

ARE THERE ANY QUESTIONS?

THOSE IN FAVOR SAY "AYE." PROXY AGENTS 1&2

AND SECRETARY:

AYE.

CHAIRMAN:

THOSE OPPOSED SAY "NO."

WILL THE SECRETARY PLEASE REPORT ON THE RESULTS OF THE VOTING? SECRETARY:

MR. CHAIRMAN, THE FOLLOWING PERCENTAGE VOTES WERE RECORDED ON ITEM 16:

FIDELITY SHORT-TERM BOND FUND

FOR: 78.16%

AGAINST: 8.41%

ABSTAIN: 13.43%

FIDELITY HIGH INCOME FUND

FOR: 85.51%

AGAINST: 6.75%

ABSTAIN: 7.74%

CHAIRMAN:

I DECLARE THAT THIS PROPOSAL HAS BEEN APPROVED.

ITEM 17 - TO APPROVE AN AGREEMENT AND PLAN OF REORGANIZATION BETWEEN SPARTAN SHORT-INTERMEDIATE GOVERNMENT FUND AND FIDELITY INTERMEDIATE GOVERNMENT INCOME FUND.

CHAIRMAN:

THE SEVENTEENTH ITEM OF BUSINESS, THAT IS SET FORTH AS ITEM A IN PROXY STATEMENT #2, IS TO APPROVE AN AGREEMENT AND PLAN OF REORGANIZATION BETWEEN SPARTAN SHORT-INTERMEDIATE GOVERNMENT FUND AND FIDELITY INCOME FUND: FIDELITY INTERMEDIATE GOVERNMENT INCOME FUND, PROVIDING FOR THE TRANSFER OF ALL OF THE ASSETS OF SPARTAN SHORT-INTERMEDIATE GOVERNMENT FUND TO FIDELITY INTERMEDIATE GOVERNMENT INCOME FUND IN EXCHANGE SOLELY FOR SHARES OF BENEFICIAL INTEREST IN FIDELITY INTERMEDIATE GOVERNMENT INCOME FUND AND THE ASSUMPTION BY FIDELITY INTERMEDIATE GOVERNMENT INCOME FUND OF SPARTAN SHORT-INTERMEDIATE GOVERNMENT FUND'S LIABILITIES, FOLLOWED BY THE DISTRIBUTION OF FIDELITY INTERMEDIATE GOVERNMENT INCOME FUND SHARES TO SHAREHOLDERS OF SPARTAN S HORT-INTERMEDIATE GOVERNMENT FUND IN LIQUIDATION OF SPARTAN SHORT-INTERMEDIATE GOVERNMENT FUND.

PROXY AGENT 1:

MR. CHAIRMAN, I MOVE THAT THE PROPOSAL TO APPROVE AN AGREEMENT AND PLAN OF REORGANIZATION BETWEEN SPARTAN SHORT-INTERMEDIATE GOVERNMENT FUND AND FIDELITY INTERMEDIATE GOVERNMENT INCOME FUND, AS SET FORTH IN PROXY STATEMENT #2, BE APPROVED.

PROXY AGENT 2:

I SECOND THE MOTION.

CHAIRMAN:

ARE THERE ANY QUESTIONS?

THOSE IN FAVOR SAY "AYE."

PROXY AGENTS 1&2

AND SECRETARY:

AYE.

CHAIRMAN:

THOSE OPPOSED SAY "NO."

WILL THE SECRETARY PLEASE REPORT ON THE RESULTS OF THE VOTING?

SECRETARY:

THE FOLLOWING PERCENTAGE VOTES WERE RECORDED ON ITEM 17:

SPARTAN SHORT-INTERMEDIATE GOVERNMENT FUND:

FOR: 86.53%

AGAINST: 8.43%

ABSTAIN: 5.04%

CHAIRMAN:

I DECLARE THAT THIS PROPOSAL HAS BEEN APPROVED.

ITEM 18 - TO APPROVE AN AGREEMENT AND PLAN OF REORGANIZATION BETWEEN FIDELITY SHORT-INTERMEDIATE GOVERNMENT FUND AND FIDELITY INTERMEDIATE GOVERNMENT INCOME FUND.

CHAIRMAN:

THE EIGHTEENTH ITEM OF BUSINESS, THAT IS SET FORTH AS ITEM B IN PROXY STATEMENT #2, IS TO APPROVE AN AGREEMENT AND PLAN OF REORGANIZATION BETWEEN FIDELITY SHORT-INTERMEDIATE GOVERNMENT FUND AND FIDELITY INCOME FUND: FIDELITY INTERMEDIATE GOVERNMENT INCOME FUND, PROVIDING FOR THE TRANSFER OF ALL OF THE ASSETS OF FIDELITY SHORT-INTERMEDIATE GOVERNMENT FUND TO FIDELITY INTERMEDIATE GOVERNMENT INCOME FUND IN EXCHANGE SOLELY FOR SHARES OF BENEFICIAL INTEREST IN FIDELITY INTERMEDIATE GOVERNMENT INCOME FUND AND THE ASSUMPTION BY FIDELITY INTERMEDIATE GOVERNMENT INCOME FUND OF FIDELITY SHORT-INTERMEDIATE GOVERNMENT FUND'S LIABILITIES, FOLLOWED BY THE DISTRIBUTION OF FIDELITY INTERMEDIATE GOVERNMENT INCOME FUND SHARES TO SHAREHOLDERS OF FIDELITY SHORT-INTERMEDIATE GOVERNMENT FUND IN LIQUIDATION OF FIDELITY SHORT-INTERMEDIATE GOVERNMENT FUND.

PROXY AGENT 1:

MR. CHAIRMAN, I MOVE THAT THE PROPOSAL TO APPROVE AN AGREEMENT AND PLAN OF REORGANIZATION BETWEEN FIDELITY SHORT-INTERMEDIATE GOVERNMENT FUND AND FIDELITY INTERMEDIATE GOVERNMENT INCOME FUND, AS SET FORTH IN PROXY STATEMENT #2, BE APPROVED.

PROXY AGENT 2:

I SECOND THE MOTION.

CHAIRMAN:

ARE THERE ANY QUESTIONS?

THOSE IN FAVOR SAY "AYE."

PROXY AGENTS 1&2

AND SECRETARY:

AYE.

CHAIRMAN:

THOSE OPPOSED SAY "NO."

WILL THE SECRETARY PLEASE REPORT ON THE RESULTS OF THE VOTING?

SECRETARY:

THE FOLLOWING PERCENTAGE VOTES WERE RECORDED ON ITEM 18:

FIDELITY SHORT-INTERMEDIATE GOVERNMENT FUND:

FOR: 76.13%

AGAINST: 18.27%

ABSTAIN: 5.60%

CHAIRMAN:

I DECLARE THAT THIS PROPOSAL HAS BEEN APPROVED.

THIS CONCLUDES THE FORMAL BUSINESS OF THE MEETING.

ARE THERE ANY QUESTIONS?

I WILL ENTERTAIN A MOTION THAT THE MEETING BE ADJOURNED.

PROXY AGENT 1:

SO MOVED. PROXY AGENT 2: SECONDED. CHAIRMAN:

THOSE IN FAVOR SAY "AYE."

PROXY AGENTS 1&2

AND SECRETARY:

AYE.

CHAIRMAN:

THOSE OPPOSED SAY "NO."

THE MEETING IS ADJOURNED.